BM&FBOVESPA S.A.

- BOLSA DE VALORES, MERCADORIAS

E FUTUROS
National Corporate Taxpayers Register of the Ministry of Finance
(CNPJ/MF) No. 09.346.601/0001-25
State Registration No. (NIRE) 35.300.351.452

Publicly-Held Company

SECOND CALL NOTICE

EXTRAORDINARY SHAREHOLDERS MEETINGS

The Shareholders of BM&FBOVESPA S.A. Bolsa de Valores,

Mercadorias e Futuros (B3 or Company) are hereby called, on
second call, to an Extraordinary Shareholders Meeting to be held on May
10, 2017, at 11:00 a.m., at the principal place of business of the Company
located at Praa Antonio Prado, No. 48, Downtown, in the City of So
Paulo, State of So Paulo, to resolve on the following agenda:

(1) To resolve on the change of the name of the Company to B3 S.A.

Brasil, Bolsa, Balco; and

(2) To resolve on the following amendments to the Bylaws of the

Company, according to the Management Proposal:

(a) the new name of the Company shall be included with the amendment,
under a new numbering, of articles 1, main provision, 1 and 2; 24, 1;
50, 2, letter c; 51, sole paragraph, letter d; 63, 1; 65, 66, and 73;
75, 1, letter b; and 81;

(b) to expand the business purpose of the Company to include the

activities provided for in the business purpose of CETIP S.A. Mercados
Organizados (CETIP) by virtue of the transaction of combination of the
activities of both companies (Transaction), upon inclusion of new
sections VII, VIII and IX in article 3;

(c) to reflect, upon amendment to article 5, the increase in the capital

stock as result of the merger of the Company So Jos Holding approved
at the Special Shareholders Meeting held on May 20, 2016 to make the
Transaction viable, according to the registration of the number of shares
and amount of the capital stock made by the Board of Directors on March
28, 2017;
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(d) to define a new structure for the Executive Board of the Company,
upon (d.1) adjustment to the wording of articles 12, 7; 17, main
provision, and 1 and 2; 20, sole paragraph; 22, 2; 26, 8; 29, letters
b and c; 30, 1; 31; 32, main provision, and 3 and 4 (new
numbering); 33; 34, main provision, and 1 and 2; 35, main provision,
and letters a, b, c, g (new numbering), and 1; new 37, main
provision; new 40; new 41; 43, new letters b and c, and 2; 44; 49,
sole paragraph, letter g; 51, sole paragraph, letter e; 52, 1, letters c
and d, and 2; and new article 80; (d.2) inclusion of the subsection of
the Joint Board and article 32, 1 and 2; of the new articles 36; 37,
letters a, b and r; 38 and 39, and its paragraphs and letters; 42; new
letter a of article 43; of article 49, sole paragraph, letters h and i;
and (d.3) exclusion, considering the former numbering, of articles 10, 5;
36; 37; 41; 42, main provision, and its letters; and 43, 3;

(e) to rebalance the duties of the management bodies of the Company,

upon (e.1) adjustment to the wording of articles 29, letters h, l, m
and o; 30, letter a and 1; 35, letters b and new f; former article
38, former letters e, f and h; (e.2) inclusion of articles 35, letters l
and m; 37, letters j and p, 1 and 2; 49, sole paragraph, letter p,
all with the new numbering; (e.3) exclusion, considering the former
numbering, of articles 29, letter r; 30, letters h and i; 35, letters f,
i, n and q, and 3 and 4; 38, sole paragraph; article 52, 1, letter
e;

(f) to replicate in the new 2 of article 29, the rule of the Board of
Directors Internal Regulations that establishes that any election of
member or change in the composition of the Products and Pricing
Committee requires the favorable vote of 90% of the members of the
Board of Directors;

(g) to adapt the Bylaws to the terms of the Concentration Control

Agreement approved by the Administrative Economic Defense Council
(CADE) in respect of the Transaction, with changes in the new letter g
of article 35, and inclusion of article 51, sole paragraph, new letters f
and g;

(h) to create the Services Management Committees for the

Clearinghouses as actually provided for in the Bylaws of CETIP, upon
inclusion of letter g in article 45, and of the new articles 54 to 56 and
the respective paragraphs and letters thereof in a proper subsection
entitled Services Management Committees for the Clearinghouses;

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(i) to explain the extent of the indemnity by the Company by means of

adjustments to the wording of the new article 83;

(j) to increase, from 13 to 14, the maximum number of members of the

Board of Directors for an effective period of two years, upon amendment
to the new article 87;

(k) to introduce the adjustments to the wording of articles 3, sole

paragraph, letters d and e; 8, 2; 10, main provision; 12, 4; 21, main
provision, and sole paragraph; 22, main provision; 26, 5; 28, 1; 29,
letters j, m, o and p; 30, letters d, e and g; 33; 35, new
letter h; 49, main provision; 52, main provision, and 1, letter d; 53,
main provision; new article 60, 3; new article 63, main provision; new
article 73, sole paragraph; new article 75, 5, letters a and c; and new
article 87;

(l) for purposes of remuneration and adjustments or inclusions of cross

references, to amend, considering the former numbering, articles 3,
sections VII and VIII; 7, main provision; 15, main provision, and 1; 22,
main provision; 29, letter g and letters s to x, and sole paragraph;
30, letters e, j to l, and 2; 32, 1 and 2; 34, main provision; 35,
letters g, h, j to m, o, p, r, s and 1; 38, main provision,
and letters a to h; 39; 40; 43, letters a to c; 49, sole paragraph,
letters h to n; 51, sole paragraph, letters e and f; article 52, 1,
letter f; 53, sole paragraph, letter g; main provision of articles 54 to
71; article 72, main provision, and 2 and 3, 4, and its letter a, 5,
letter a, and 6; main provision of articles 73 to 84; and

(m) to restate the amendments to the bylaws approved at this Meeting;

The Management Proposal (Management Proposal) shall be made

available to the Shareholders, at the Companys head office, on its
Investors Relations website (www.b3.com.br/ri), as well as on the
Companys website (www.b3.com.br) and that of the Securities
Commission (www.cvm.gov.br), contemplating: (i) the comparison table
of the proposals of amendment to the Bylaws and their respective
justifications, as well as the restated version; and (ii) other information
required by CVM Instructions Nos. 480/09 and 481/09, including the
guidance to participate in the Meeting.

General Information: The participation of the Shareholder may be in

person or by a duly appointed attorney-in-fact, or via remote vote bulletin

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for those who have sent the bulletin for the Meeting held on April 28,
2017 on first call. The detailed instructions on the required documentation
are included in the Management Proposal.

Participation in the Shareholders Meeting:

PHYSICALLY: We request that the Shareholders choosing to participate

in the Meeting in person to register as from May 2, 2017. The
Shareholders shall appear at the Meeting bearing the document to
evidence their identity.

PROXY: The proxies may be granted in physical form, with due regard
for the provisions in article 126 of Law No. 6404/76 and in the
Management Proposal. The Shareholders legal representative shall
appear at the Meeting bearing the proxy and the other documents
indicated in the Management Proposal, in addition to a document
evidencing their identity.

The Shareholders already registered to appear at the Annual and

Extraordinary Shareholders Meeting originally called to be held on April
28, 2017, on first call, shall be dismissed from submitting the
abovementioned documents again. Notwithstanding, we reiterate that the
Shareholder or legal representative thereof shall appear at the Meeting
bearing a document to evidence their identity.

So Paulo, April 28, 2017

Pedro Pullen Parente

Chairman of the Board of Directors